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ESL AR COVER 2020 FINAL for WEBSITE.Indd Eddie Stobart Logistics plc Annual Report and Accounts 2019 Annual Report and Accounts 2018 Delivering innovative supply chain solutions Eddie Stobart Logistics plc Contents Strategic Report Letter from the Chairman 1 Structure illustration 2 DBAY 2 Strategy 2 Business and Financial Review 3 Risk management and principal risks 8 Governance Board of Directors 10 Chairman’s Governance Statement 11 The Board 12 Audit Committee report 14 Remuneration Committee report 16 Directors’ report 18 Statement of directors’ responsibilities 20 Financial Statements Independent Auditors’ report 21 Consolidated Income Statement 28 Consolidated Statement of Comprehensive Income 29 Consolidated Statement of Changes in Equity 30 Consolidated Statement of Financial Position 31 Consolidated Cash Flow Statement 32 Notes to the Consolidated Financial Statements 33 Company Statement of Financial Position 72 Company Statement of Changes in Equity 73 Notes to the Company Financial Statements 74 Glossary 80 Advisors 81 Annual Report and Accounts 2019 Strategic report Letter from the Chairman Strategic report Dear Shareholders Our investment in the Eddie Stobart COVID-19 group To date the COVID-19 impact upon the Governance As your new Chairman, I am conscious that Following the DBAY transaction, a new board Company has been limited as the Company I join the business at a critical juncture for and leadership team, led by Executive is essentially a cash shell, but it has delayed the Company as we continue to explore Chairman William Stobart, its former COO the planned transition into an AIM investment opportunities to become an AIM investment and CEO, was put in at GWSA, the holding company as explained further in this report. company. I am also conscious of the turbulent company of the Eddie Stobart business. The We will continue to monitor the impact of the period the business has emerged from and Company is supportive of the measures being pandemic upon our investment and also the the on-going uncertainty as we go through the implemented by the new team to reorganise wider economy. COVID-19 pandemic. and streamline the operations of the business. As a 49 per cent shareholder, we expect that In the longer term we believe that the Review of the year the Company will benefit from the changes pandemic may give rise to changes in how The financial results for the year show an being made and we look forward to businesses structure their supply chains and in underlying EBIT loss of £9.9m (2018 restated: continuing as a significant shareholder of particular will impact stock holding decisions. Financial statements £9.0m profit) reflecting the issues faced by the the Eddie Stobart business. This may have a positive impact upon the Company in 2019. These results are discussed Eddie Stobart business and parts of the wider in detail in the Business and Financial Review. The Company’s links with the Eddie Stobart logistics sector. I’m mindful that shareholders have suffered business have been further strengthened by a significant fall in share price and have seen the appointment of Stephen Harley, a member Final thoughts their ownership of the Eddie Stobart business of our Board, to the board of GWSA. These For obvious reasons much of this report deals reduced to a 49 per cent minority stake. links, and the contractual arrangements put in with the past and makes for difficult reading. place at the time of the transaction enable the Since I have joined the Board I have been DBAY transaction Board to monitor the Company’s interest in the impressed with the calibre and dedication of I am confident that the DBAY transaction, Eddie Stobart business and contribute to its the leadership team of the Eddie Stobart overwhelmingly approved by shareholders on future development. Further information about business, in which we have our investment, 9 December 2019, was the best option the governance structure relating to the and look forward to the future with optimism. available to the Group to address the liquidity Company’s interest in the Eddie Stobart issues we encountered last year. At the end business is included on page 11 of this annual Finally, I would like to thank shareholders of 2019, the Company had an acute need for report. for their continued support as the Company additional funding to ensure the Group could works towards becoming an AIM investment continue to meet its obligations to customers Transition to being an investment company. and suppliers, and to safeguard the long-term company future of the business and its employees. This The Board believes the best way forward transaction injected £70m1 of liquidity into the for Eddie Stobart Logistics plc is to become Adrian Collins operating businesses of Eddie Stobart (which an AIM investment company focussing on Chairman we refer to as the Eddie Stobart business, investment in the logistics sector. In our view please see glossary) and also allowed this sector will benefit from changing market shareholders to retain an economic interest in dynamics and an increasing demand for the operations. In addition, the Company was logistics services and the companies that can granted an option to acquire an interest meet the developing needs of businesses and in the 18% PIK loan facility provided to the consumers will prosper. I look forward to Eddie Stobart business by DBAY, working with DBAY and the Board to deliver on conditional on shareholders agreeing to the strategy and create value for our convert the Company into an AIM investment shareholders. Further information on DBAY and company and entering into a management our intention to develop an investment strategy agreement with DBAY. for approval by shareholders is included in the strategy section on page 2 of this annual Changes to the Board report. We had intended to complete this Saki Riffner, Chief Investment Officer of DBAY, transition within six months of completion of joined the Board as a Non-executive Director the DBAY transaction. However, this timeline in February, as agreed on completion of the has been extended as a result of the COVID-19 DBAY transaction. This appointment broadens pandemic. Our intention now is to move the experience of the Board and strengthen forward with this transition before the end of the the Company’s links with DBAY. Saki Riffner financial year, subject to shareholder approval. is also a director of Greenwhitestar Acquisitions Limited (GWSA) the operational holding company of the Eddie Stobart business. 1 £50m net of £5m retained in Marcelos Limited relating to transaction costs and £20m revolving credit facility 1 Eddie Stobart Logistics plc Annual Report and Accounts 2019 Illustration of ownership structure of Eddie Stobart 27%* 51%* 49%* * percentages refer to ownership of issues share capital and control of voting rights This is an illustration of interests indirectly held in the Eddie Stobart business; it does not reflect entities and holding companies have not been included Greenwhitestar Acquisitions (“GWSA”) has a 100 per cent interest in each of the operating businesses except for Speedy Freight, which is accounted for as an investee company; its results are not consolidated DBAY Advisors (“DBAY”) refers to entities managed and controlled by DBAY Advisors Limited DBAY Strategy *percentages refers to ownership of issued share capital and control of voting rights DBAY Advisors Limited is an Isle of Man-based asset management The Board is working with its advisers to develop an investment strategy for This is an illustration of interests indirectly held in the Eddie Stobart group businesses; it does not reflect corporate entities and holding companies have not been included. firm with offices in London and Douglas, Isle of Man. Founded in 2011, presentation to existing shareholders and potential new investors in order to GWSA has a 100 per cent interest in each of the operating businesses of the Eddie Stobart Group except for Speedy Freight, which is accounted for as an investee company; DBAY is owned by its partnersits results are andnot consolidated. is regulated and licensed by the Isle raise funds and convert the Company into an AIM investment company. In line of Man Financial Services Authority. The firm follows a value investing with this strategy, the Company would seek to invest in opportunities in the approach and invests in listed equities across Europe, as well as in logistics sector alongside its current investment in the Eddie Stobart business. private equity style control investments. Capital is managed on behalf An investment management agreement would be entered into with DBAY, who of institutional investors, trusts, foundations, family offices and pension would manage these investments on behalf of the Company, as envisaged funds. in the circular sent to shareholders in November 2019. In addition, as set out in the circular, existing and new shareholders will be given the opportunity to Over more than 20 years of working together, the core DBAY team has participate in the fund raising, with the intention to use part of the funds raised developed a diversified set of skills from financial and operational by the Company to acquire an interest in the PIK loan facility provided to the backgrounds, with deep insight into a number of industry sectors Eddie Stobart business. In accordance with the provisions of the AIM Rules for including UK logistics, having managed a variety of successful Companies approval of the proposed investment strategy will be sought from investments in the sector. shareholders at a general meeting prior to conversion to an AIM investment company. The conversion must be completed prior to 9 December 2020 in order to avoid the Company’s shares being suspended from trading on AIM. Details of the proposed investment strategy will be set out in a circular to be sent to shareholders at the time of the conversion to an AIM investment company.
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